STATE OF DELAWARE
                            CERTIFICATE OF AMENDMENT
                       OF CERTIFICATE OF INCORPORATION OF

                           THE WORLD GOLF LEAGUE, INC.
        (Pursuant to Section 242 of the Delaware General Corporation Law)

     The  undersigned,  Michael  S. Pagnano, President of The World Golf League,
Inc.,  (the  Company)  and existing under the laws of the State of Delaware does
hereby  certify  that:

     1.  The  Certificate  of  Incorporation  of  the  Company is hereby amended
pursuant  to  Section  242(a)(3)  of the General Corporation Law of the State of
Delaware,  in Article Forth to increase the authorized shares of common stock to
1,200,000,000  shares of common stock and reauthorize the par value at $.001 per
share,  and  reauthorize  10,000,000 shares of preferred stock with par value of
$.001  per  share  as  follows:

ARTICLE  FOURTH  should  read  as  follows:

     The total number of shares of stock which this corporation is authorized to
issue  is:

One Billion Two Hundred Ten Million (1,210,000,000), consisting of 1,200,000,000
shares  of  common  stock,  par  value  $.001  per  share  ("Common Stock"), and
10,000,000  shares  of  preferred  stock,  par value $.001 per share ("Preferred
Stock").

     The  board  of  directors  of  the  Corporation is hereby granted the power
to  authorize by resolution, duly adopted from time to time, the issuance of any
or  all  of  the  preferred stock in any number of classes or series within such
classes  and  to  set  all terms of such preferred stock of any class or series,
including,  without  limitation,  its  powers,  preferences, rights, privileges,
qualifications,  restrictions  and/or  limitations.  The  powers,  preference,
rights,  privileges,  qualifications, restrictions and limitations of each class
or  series  of the preferred stock, if any, may differ from those of any and all
other  classes  or  other series at any time outstanding.  Any shares of any one
series  of  preferred  stock  shall  be identical in all respects with all other
shares  of such series, except that shares of any one series issued at different
times  may  differ  as  to  the  dates  from  which  dividends  thereof shall be
cumulative.

     2.  The  foregoing  Amendment  to  the  Certificate  of  Incorporation were
authorized  by  the  Board of Directors and duly adopted by consent to action by
the  holders  of  in  excess of fifty percent (50%) of the Company's outstanding
stock  entitled  to  vote  thereon in accordance with Section 228 of the General
Corporation  Law  of  the  State  of  Delaware.

     IN  WITNESS  WHEREOF,  the  undersigned  has  executed  this Certificate of
Amendment this 2nd day of February, 2005 and DOES HEREBY CERTIFY, that the facts
stated  in  this  Certificate  of  Amendment  are  true  and  correct.

/s/  Michael  S.  Pagnano
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Michael  S.  Pagnano,
President